Item 2.01 Completion of Acquisition or Disposition of Assets.




As previously reported, as of December 30, 2020, the Company, has made a series
of preferred equity contributions in the amount of $465 million to a partnership
with a subsidiary of ENGIE that is expected to own a portfolio of wind and
utility-scale solar assets, (the "Utility-Scale Portfolio") of approximately 2.3
gigawatts ("GW"). The Company expects to make a total of approximately $540
million in preferred equity contributions to this partnership. Subject to the
satisfaction of certain conditions, the Company expects to make additional
capital contributions for the remaining projects in the Utility-Scale Portfolio
of approximately $75 million, related to a wind and two utility-scale solar
projects anticipated to be commercially operational on or prior to December 31,
2021.
In addition to the Utility-Scale Portfolio partnership with ENGIE described
above, on December 1, 2020, the Company and Morgan Stanley Renewables, Inc.
("Morgan Stanley"), a subsidiary of Morgan Stanley, Inc., formed a joint venture
that entered into a partnership agreement with ENGIE to jointly invest in a
Distributed Generation ("DG") portfolio of solar and solar-plus-storage assets
located across the United States, (the "DG Portfolio"). The DG Portfolio is
expected to be comprised of a diversified set of newly developed community solar
and commercial & industrial ("C&I") ground-mounted, carport and rooftop solar
and solar-plus-storage projects (approximately 70 megawatts ("MW") in total)
located across the United States, including in Massachusetts, Illinois, Vermont,
California, Texas, and Arizona. In connection with this investment, the Company
has committed to make a series of capital contributions through December 31,
2021, to the partnership with Morgan Stanley that will own a preferred equity
interest of approximately $172 million in the DG Portfolio. The counterparties
in the DG Portfolio are high credit quality residential, C&I, and cooperative
off-takers and the contracts with these counterparties consist of a weighted
average contract life of approximately 24 years. The Company's share of the
investment in this DG Portfolio is estimated to be approximately $93 million.
As of December 31, 2020, the Company has made a series of capital contributions
to the partnership with Morgan Stanley for contribution to the DG Portfolio
partnership of approximately $37 million relating to approximately 20 MW in
community and roof top solar projects. Subject to the satisfaction of certain
conditions, the Company expects to make additional capital contributions related
to the remaining projects in the DG Portfolio, which are expected to consist of
50 MW of projects, which are anticipated to be commercially operational by
December 31, 2021.
Assuming all of the projects in the Utility-Scale Portfolio and the DG Portfolio
are acquired, the two portfolios will consist of 13 utility-scale renewable
projects (nine onshore wind projects and four solar projects), located in key
markets in the United States, including the Electric Reliability Council of
Texas ("ERCOT"), Midcontinent Independent System Operator ("MISO"), PJM
Interconnection ("PJM") and the Southwest Power Pool ("SPP"), and a diversified
set of community solar and C&I ground-mounted, carport and rooftop solar and
solar-plus-storage projects located across the United States. The Utility-Scale
Portfolio's cash flows consist of fixed-price power purchase agreements and
financial hedges that have a weighted average contract life of approximately 13
years, contracted with highly creditworthy off-takers and counterparties who
enjoy a weighted average credit rating of A+, including Amazon, Allianz,
Ingersoll Rand, Microsoft, T Mobile, Target, Walmart, and Xcel Energy.
The Utility-Scale Portfolio partnership and the DG Portfolio partnership with
ENGIE are governed by limited liability company agreements, that contain
customary terms and conditions. Major decisions that may impact the
partnerships, their subsidiaries, or their assets, require approvals from
representatives of each of the members of the partnerships. Through the
partnerships, the Company will be entitled to preferred distributions until
certain return targets are achieved. The Company expects to use the equity
method of accounting to account for its preferred equity interest in the
partnerships.

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                 Item 9.01   Financial Statements and Exhibits.


(a) Financial statements of businesses acquired.
In accordance with Item 9.01(a), the combined audited financial statements as of
December 31, 2019 and the combined unaudited financial statements as of
September 30, 2020, required by this item are filed with this Report as Exhibit
No. 99.1 and Exhibit No. 99.2, respectively.
(b) Pro forma financial information.
In accordance with Item 9.01(b), the Company's pro forma unaudited combined
balance sheet and statement of operations as of and for the nine months ended
September 30, 2020, and pro forma statement of operations for the year ended
December 31, 2019, required by this item are filed with this Report as Exhibit
No. 99.3.
(d) Exhibits.
Exhibit No.       Description
      23.1          Consent of Ernst & Young LLP for combined financial statements of Hannon
                  Armstrong's Investments with Engie Holdings Inc.
      99.1          Combined audited financial statements as of and for the year ended December
                  31, 2019
      99.2          Combined unaudited financial statements as of and for the nine months ended
                  September 30, 2020
      99.3          Pro forma unaudited combined balance sheet and statement of operations as of
                  and for the nine months ended September 30, 2020 and pro forma statement of
                  operations for the year ended December 31, 2019
       104        Cover Page Interactive Data File (embedded within the Inline XBRL document)

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